Disclosures

Disclosures for the Responsible Entity and the Funds​

ISG is committed to ensuring that it meets the continuous disclosure obligations of an unlisted disclosing entity under the Corporations Act and Regulatory guides as effectively as possible. ISG will use this webpage as a way to effectively and efficiently disclose new information, or changes/amendments relating to either the Responsible Entity or the Funds to all investors. It will follow the good practice guidance for website disclosure as set by ASIC. If the new information, or changes/amendments are deemed material in nature, a modified PDS or modified SPDS document will be created and communicated directly to investors via email.

If you have any questions on the disclosures and updates, please email ISG Funds Management at communications@isgfunds.com.au.

Click on the below links to view the related disclosure:

  1. ISG Real Estate Equity Fund – Responsible Entity
  2. ISG Real Estate Equity Fund – (ISG REEF)
  3. ISG Real Estate Equity Fund – Lindak Class Units
  4. ISG Real Estate Equity Fund – Lindak 2 Class Units
  5. ISG Real Estate Equity Fund – East Estate Class Units
  6. ISG Real Estate Equity Fund – The Mills Commercial Precinct Units
  7. ISG Real Estate Equity Fund – The Mills Retirement Units
  8. ISG Real Estate Equity Fund – The Mills Norfolk View Estate Class
  9. ISG Private Access Fund – (ISG PAF)
  10. ISG Private Access Fund – SMP Class Units
  11. ISG Private Access Fund – NIVA Class Units
  12. ISG Private Access Fund – NIVA Plus Class Units
  13. ISG Private Access Fund – SCC Class Units

1. ISG Financial Services Ltd

DateDescription
April 2019A new ISG Wholesale Application bank account has
been opened with Westpac. The
new Wholesale Application bank account will be used for all wholesale investors and
reinvestments from the
retail funds. The account number will be detailed on the wholesale investor
application form and in the
Information Memorandum.
April 2019A new ISG office phone line has been set up. The new
phone number is 1800 820 067.
April 2019Michele Jackson has retired from the ISG Compliance
Committee. She will continue on as an independent compliance consultant to ISG.
Dec 2018ISG Financial Services office move was completed.
ISG’s new office address is 143 Wickham St, Fortitude Valley 4006 QLD.
Dec 2018Michele Jackson has retired from the ISG Board as a
non-executive Director. ISG welcomes Sato Howard into the non-executive position.
Sato currently works at Apollo Motorhomes Holidays looking after their global
digital marketing frameworks. Apollo Motorhomes Holidays is a division of Apollo
Tourism & Leisure Ltd (ATL) and listed on the Australian Stock Exchange.
Sept 2019ISG has successfully completed the annual audit
requirements the AFS License and Registered Management Investment Schemes.
Nov 2019Sato Howard has retired from the ISG Board as a
non-executive Director effective 1/11/2019. ISG welcomes Maree Hawcroft onto the
Board as an executive Director. Maree is one of the founders of ISG from 2014 and
has been an integral member of strategic planning of the company over the years. She
Mar 2020Michele Bannister from Wilberforce Chambers has been
appointed as a member of the ISG Compliance Committee. The Committee is comprised of
3 external members and 2 internal members.
May 2020ISG Financial Services Limited new registered business address is Level 19, 10 Eagle
Street, Brisbane QLD 4000.
Nov 2021ISG welcomes Daniel Noble onto the Board as an Executive Director.
Mar 2022Grant Harrison has retired from the ISG Board as a non-executive Director. ISG thanks Grant for his invaluable time and experience.

2. ISG Real Estate Equity Fund (ISG REEF)

Fund Benchmarks – Continuous Disclosures
Fund BenchmarkBenchmark DescriptionBenchmark MetReview Comment

Gearing

ISG maintains and complies with a written policy that governs the level of gearing at an individual credit facility level.YesNo change.
Last reviewed Mar 2022.

Interest Cover

ISG maintains and complies with a written policy that governs the level of interest cover at an individual credit facility level.YesNo change. Last reviewed Mar 2022.

Interest Capitalisation

The benchmark is that the interest expense of Fund and the investment will not be capitalised. The Fund does not meet this as the interest expense will be capitalised.

* This is common for these types of projects that do not generate any income during development to meet any interest obligations.

No *No change.
Last reviewed Mar 2022.

Valuations

ISG maintains a written valuation policy which complies with this benchmark. In most circumstances, the Fund will hold financial assets in the investment entity. As the Fund will invest indirectly into property assets, each investment opportunity will be subject to ISG’s overall written valuation policy.YesNo change.
Last reviewed Mar 2022.

Related party transactions

ISG maintains and complies with a written policy on related party transactions,
including the assessment and approval processes for such transactions and
arrangements to manage conflicts of interest.		YesNo change.
Last reviewed Mar 2022.

Distribution practices

The Fund will only pay distributions from its cash from operations (excluding
borrowings) available for distribution.		YesNo change.
Last reviewed Mar 2022.
Fund Disclosure Principles – Continuous Disclosures
Fund Disclosure PrincipleDisclosure Principle DescriptionReview Comment

Gearing ratio

The gearing ratio for each investment opportunity will be different. ISG will (where it is possible) disclose the proposed gearing ratio in the SPDS.No change. Last reviewed Mar 2022. Refer to PDS &/or Supplementary PDS for full details.

Interest cover ratio

Where the investment opportunity involves significant development activities the interest cover ratio may not be able to be calculated because the investment opportunity will most likely have capitalised interest.No change. Last reviewed Mar 2022. Refer to PDS &/or Supplementary PDS for full details.

Borrowing

The Fund does not intend to borrow. If the Fund does
borrow, then any amounts owing to the financiers and other creditors of the Fund will rank before investor’s interests in the Fund.		No change. Last reviewed Mar 2022. Refer to PDS &/or Supplementary PDS for full details.

Portfolio diversification

ISG will disclose at no cost the current composition of the Fund’s direct property portfolio upon written request. However, investors are only exposed to the assets relevant to their investment opportunity.No change. Last reviewed Mar 2022. Refer to PDS &/or Supplementary PDS for full details.

Related party transactions

Where ISG enters into related party transactions, a description of the related party arrangements relevant to the investment decision will be provided in the SPDS.No change. Last reviewed Mar 2022. Refer to PDS &/or Supplementary PDS for full details.

Distribution practices

The investment opportunity will only pay distributions from cash from operations (excluding borrowings) available for distribution.No change. Last reviewed Mar 2022. Refer to PDS &/or Supplementary PDS for full details.

Withdrawal arrangements

Once an investor’s funds are invested in an investment opportunity an investor will only be entitled to withdraw from the Fund when the underlying asset is sold and the proceeds of the sale are available for withdrawalNo change. Last reviewed Mar 2022. Refer to PDS &/or Supplementary PDS for full details.

Net tangible assets

ISG will disclose in the SPDS the value of the net tangible assets (NTA) of the investment opportunity on a per unit basis in pre-tax dollars.No change. Last reviewed Mar 2022. Refer to PDS &/or Supplementary PDS for full details.

Product Disclosure Statement (PDS) – Updates

DateDescription
April 2019A new ISG specific Retail Application Bank account
has been created at our Registry. The new Retail Application Bank account details
will be detailed on the ISG REEF application form and in the specific Supplementary
PDS for the project you are investing in.
Sept 2020

A number of minor changes have been made to the ISG REEF PDS document. Version 1.2 will be used going forward. Summary of the changes include:

– New stylized front and back cover

– Update of ISG Board Member details

– Update of ORS Application bank account details

– Update of KYC process details

– Update PDS overview section

– Update Corporate Directory list

Nov 2020

The ISG REEF PDS has been updated to v2 with the following changes:

– Section 10.3. Reference to an annual report for the Fund being available from the ISG website has been removed. Quarterly project updates are distributed to all ISG REEF investors.
– Section 10.4. Reference to the PDS being available from the ISG website has been removed. PDS are available upon request from an Authorised Representative.
– Any reference to ‘ISG Authorised Representative’ has been replaced with ‘Authorised Representative’.

Aug 2021

The ISG REEF PDS has been updated to v2.3 with the following changes:

– Sections 1, 3, 6.1 and 7.5 (specifically under ‘Fund Structure Risk’) have been amended to highlight that there does remain a level of risk that selected investment opportunities may be indirectly impacted by other investment; opportunities ‘to the extent that that they impact the Fund’s overall income’;
– Section 2 has been updated to change the minimum investment and additional investment amount;
– Sections 2, 5.4 and 3 have been amended to refer the cash pool investors to section 6.3 of the PDS for further details of the withdrawal rights, returns and the investment period;
– Section 3 has been amended to regarding the ‘linked developments’, which specifies that ‘Certain investment opportunities, or stages or investment opportunities, may be specifically linked with other investment opportunities under other Funds, meaning that the performance of an individual investment may be impacted by the performance and net proceeds of the linked investment. If this is the case with your selected investment opportunity, it will be detailed in the specific SPDS for the investment opportunity’;
– Section 6.3 provides details and clarification on the cash pool units and details on how to become cash pool investors;
– Section 8.4 has carved out cash pool units in respect of the liquidity risk; and
– Section 8.3 has been updated to state ‘no fees and costs are currently charged in relation to cash pool class of units’ and to state ‘Expenses are not currently charged in relation to the cash pool class of units’.

Dec 2021The ISG REEF PDS has been updated to version 2.4 with section 11.13 & 11.23 amended to remove details of the Custodian’s:
– Role in the transaction; and
– Fee for services provided in accordance with ISG’s constitution and the custodian agreement.

3. ISG Real Estate Equity Fund - Lindak Class Units

Supplementary Product Disclosure Statement (SPDS) – Updates

DateDescription
Sep 2021This Class has reached its subscription limit and no further Units in this Class are being issued (as of December 2018)

4. ISG Real Estate Equity Fund - Lindak2 Class Units

Supplementary Product Disclosure Statement (SPDS) – Updates

Date Description
Sep 2021 This Class has reached its subscription limit and no further Units in this Class are being issued (as of March 2019)

5. ISG Real Estate Equity Fund - East Estate Class Units

Supplementary Product Disclosure Statement (SPDS) – Updates

DateDescription
Feb 2019Amendment to the original SPDS which is dated 2 Nov
2018. The distribution calculations have not changed, however the sections
explaining the calculation have been re-worded and simplified.
April 2019Amendment to the SPDS which is dated 2 Nov 2018.
There is an error in the description of the timing of the Investment Arrangement Fee
on page 26. As per other ISG retail funds, the Investment Arrangement Fee is
deducted as the application monies are received and accepted by the Investment
Company and not once the Fund Raise has been complete.
April 2019Amendment to the SPDS which is dated 2 Nov 2018.
There is an error in the rate of the Investment Arrangement Fee (on page 9, page 26
and page 27). As per other ISG retail funds, the Investment Arrangement Fee is 5% +
GST and not 4.8% + GST. All the Investor returns modelling and calculations were
performed using the Investment Arrangement Fee of 5% + GST, so there is no concern
in terms of deduction to investor returns from the typo.
Sep 2021This Class has reached its subscription limit and no further Units in this Class are being issued (as of September 2019)

6. ISG Real Estate Equity Fund – The Mills Commercial Precinct Units

Supplementary Product Disclosure Statement (SPDS) – Updates

DateDescription
Aug 2021The SPDS has been updated to v6.1. The ISG REEF PDS replacement date of 13 August 2021 has been updated in the SPDS.
Sept 2021This Class has reached its subscription limit and no further Units in this Class are being issued.

7. ISG Real Estate Equity Fund - The Mills Retirement Units

Supplementary Product Disclosure Statement (SPDS) – Updates

DateDescription
Dec 2021The SPDS has been updated to version 1.1. The ISG REEF PDS replacement date of 17 December 2021 has been updated in the SPDS.
Jan 2022

The SPDS has been updated to version 1.2. The Number of Units and Total Offer Amount which may oversubscribed by investors has been increased from 2,000,000 to 12,500,000 (as defined in Section 1.2 of the SPDS dated 27 August 2021).

The over-subscription amount is amended by:

  • in the definition of Total Offer Amount, by deleting “$2,000,000″ and substituting it with “$12,500,000”; and
  • in the definition of the Number of Units, by deleting “2,000,000” and substituting it with “12,500,000”.
Feb 2022This Class has reached its subscription limit and no further Units in this Class are being issued.

8. ISG Real Estate Equity Fund - The Mills Norfolk View Estate Class

Supplementary Product Disclosure Statement (SPDS) – Updates

DateDescription
  

9. ISG Private Access Fund - (ISG PAF)

DateDescription
Sept 2018The ISG Real Estate Investment Fund has been renamed
as the ISG Private Access Fund. New Sub-Funds will be released under this Fund in
2019.
July 2019

Amendments to the PDS which is dated 5th July 2019.

On page 22 the ‘total costs are $97,117.50 + GST for the entire fund’ has been
removed from the table and added under section 7.4 Fund Expenses on page 23. ‘Per
annum’ has also been added for further clarity.

On page 23 in section 7.5 the Indirect Cost Ratio has been removed as this is
already captured under Fund Management Costs.

Please note there are no changes to the expected investor returns. The amendments
made have been to add further clarity to the document.

Sept 2020

A number of minor changes have been made to the ISG PAF PDS document. Version 1.3 will be used going forward. Summary of the changes include:

– New stylized front and back cover

– Update of ISG Board Member details

– Update of ORS Application bank account details

– Update of KYC process details

– Update PDS overview section

– Update Corporate Directory list

Nov 2020

The ISG PAF PDS has been updated to v2 with the following changes:

– Section 9.3. Reference to an annual report for the Fund being available from the ISG website has been removed. Quarterly project updates are distributed to all ISG REEF investors.

– Section 9.5. Reference to the PDS being available from the ISG website has been removed. PDS are available upon request from an Authorised Representative.

– Any reference to ‘ISG Authorised Representative’ has been replaced with ‘Authorised Representative’.

July 2021

The ISG PAF PDS has been updated to v2.2 with the following changes:

– Sections 1, 3, 5.1 and 6.9 (specifically under ‘Fund Structure Risk’) have been amended to highlight that there does remain a level of risk that selected investment opportunities may be indirectly impacted by other investment opportunities ‘to the extent that that they impact the Fund’s overall income’;

– Addition of new risk of Licence Risk (referenced in sections 2, 6.4, 6.5 and 6.8);
– Section 3 has been amended to address the concern regarding the ‘linked developments’, which now states ‘Certain investment opportunities, or stages or investment opportunities, may be specifically linked with other investment opportunities under other Funds, meaning that the performance of an individual investment may be impacted by the performance and net proceeds of the linked investment. If this is the case with your selected investment opportunity, you will be informed in advance’; and

– Section 6.8 now emphasises that ISG is not able to disclose the names of the third-party experts without consent.

The ISG PAF PDS has been updated to v2.3 with the following changes:

– Sections 2 and 3 have been amended to refer the cash pool investors to section 5.3.1 of the PDS for further details of the withdrawal rights, returns and the investment period;

– Section 2 has been updated to change the minimum investment and additional investment amount

– Section 3 has been amended to regarding the ‘linked developments’, which specifies that ‘If this is the case with your selected investment opportunity, it will be detailed in the specific SPDS for the investment opportunity’;

– Sections 2, 6.4, 6.5 and 6.8 have been amended to remove ‘Licence Risk’ (as this risk has been detailed in the relevant SPDSs);

– Section 5.3.1 provides details and clarification on the cash pool units and details on how to become cash pool investors;

– Section 7.3 has been updated to state ‘no fees and costs are currently charged in relation to cash pool class of units’; and

– Section 7.4 has been updated to state ‘Expenses are not currently charged in relation to the cash pool class of units’.

10. ISG Private Access Fund - SMP Class B/C/D Units

Supplementary Product Disclosure Statement (SPDS) – Updates

DateDescription
July 2019

Amendments to SPDS which is dated 5th July 2019.

– On page 27 the total operating cost and expense figure was corrected from $94,117.50 to $97,117.50 and ‘per annum’ added for further clarity. Please note there are no changes to the expected investor returns as all calculations have been performed from the correct amounts.

June
2021		Amendments to SPDS, including further clarity around KYC process for investors, and the clarification on the determination of the Individual Investor Start Date.
July
2021

The SPDS has been updated to v1.4 with the following changes:

– Addition of new risk of Licence Risk (referenced in sections 1.1, 1.2, 7.1, 7.2 & 7.7)

– Further details on Liquidity Risk (referenced in sections 7.5) and

– Further details when third party independent experts can be included in an SPDS, per the Corporations Act (referenced in section 7.8).

11. ISG Private Access Fund - NIVA Class Units

Supplementary Product Disclosure Statement (SPDS) – Updates

DateDescription
Nov 2020The ISG PAF – NIVA SPDS has been updated to v6. Any reference to ‘ISG Authorised Representative’ has been amended to ‘Authorised Representative’.
July 2021

The ISG PAF – NIVA SPDS has been updated to v9.1 with the following changes:

– Section 1.1 has been amended to state that NIVA will hold the underlying assets of the NIVA Class Units and set out further in the diagrammatic illustration in section 7.3;

– Addition of new risk of License Risk (referenced in sections 1.1, 1.2, 8.1, 8.2);

– Sections 1.2, 2.6, 3.4, 8.4 and 11.7 have been amended in respect of the investment term and to detail that investment term may be extended due to delays in the return of capital;

– Sections 1.2, 3.4 and 8.4 have been amended to highlight the liquidity risk as well as direct amendment to the liquidity risk section;

– Section 6.1 has been amended to state ‘this detailed financial information is provided to assist ISG’s Investors to make informed decisions. In addition to this, ISG recommends that Investors obtain independent advice from a licensed financial adviser in conjunction with reviewing this SPDS.’;

– Section 6.5 has been amended to confirm the interest that Investors have in the Niva Class Units have in the Noble Life – Carindale development;

– Section 6.6 has been amended to confirm the interest that Investors in the Niva Class Units have in the Noble Life – Varsity Lakes development;

– Sections 6.7, 6.8, 6.9, 6.10, 6.11 and 6.12 have been amended to confirm the interest that Investors in the Niva Class Units have in the various elements of the New Norfolk development;

– Further details when third party independent experts can be included in an SPDS, per the Corporations Act (referenced in section 8.8);

– Sections 2.6, 3.4 and 11.7 discloses that the buyback of the NIVA REDPS is at the discretion of the NIVA directors (sections 2.6, 3.4 and 11.7);

– Section 2.6 has also been amended to clarify that the buyback of NIVA REDPS by NIVA is to be funded by the refinancing of debt facilities, in addition to its cash reserves or from the issue of new capital. This is to ensure that context is provided for the contributing drivers of the ‘Capital Return Risk’; and

– Section 13.14 has been amended to state ‘The role of the Custodian is to hold the assets of the Fund on trust’.

The ISG PAF – NIVA SPDS has been updated to v9.2 with the following changes:

– Section 1.1 has been updated to fix a typographical error relating to ‘*’ in the explanation of fees and to correct a typographical error from ‘8.7’ to ‘8.6’;

– Section 1.2 has been updated to insert that ‘Income distribution for any extension period will be paid at 15.87% per annum’ in section 1.2 and to correct a typographical error from ‘8.5’ to ‘8.4’;

– Section 1.2 has been updated to change the minimum investment and additional investment amount

– Section 2.6 has been amended and now refers investors to section 9.2 for further details regarding the buyback of NIVA REDPS by NIVA (funded by the refinancing of debt facilities, in addition to its cash reserves or from the issue of new capital);

– References to ‘Noble Life – New Norfolk (MHE)’ have been updated to ‘Noble Life at the Mills’ throughout the SPDS;

– Section 6.5 has been updated to state ‘(already acquired)’ when referring to the Noble Life – Carindale project and to fix a typographical error to state ‘The total cost to construct (including land) will be $59.3m’ instead of ‘$52.7m’;

– Section 6.6 has been updated to state ‘(under contract)’ when referring to the Noble Life – Varsity Lakes project;

– Section 6.8 has been updated to state ‘(already acquired)’ when referring to the Noble Life at the Mills project;

– References to ‘the Commercial Precinct’ have been updated to ‘The Mills Marketplace’;

– Section 6.11 has been updated to state ‘(already acquired)’ when referring to the Mills Marketplace project;

– Section 6.11 has been updated to change a reference from ‘Commercial precinct’ to ‘Hotel’; and

– Section 8.1 was amended to correct a typographical error from ‘8.7’ to ‘8.6’.

Dec 2021The ISG PAF – NIVA SPDS has been updated to v9.3 to update section 7.3 to amend the example annual fee from $4,217.42 to $4,400.00

12. ISG Private Access Fund – NIVA Plus Class Units

Supplementary Product Disclosure Statement (SPDS) – Updates

DateDescription
Dec 2021Per SPDS section 3.2, the total value of NIVA REDPS Class A and NIVA REDPS Class B issued as of Dec 2021 is approx $46.1m.
Mar 2022Per SPDS section 3.2, the total value of NIVA REDPS Class A and NIVA REDPS Class B issued as of Mar 2022 is approx $57.8.m.

13. ISG Private Access Fund – SCC Class Units

Supplementary Product Disclosure Statement (SPDS) – Updates

DateDescription
Aug 2021The ISG SCC SPDS has been updated to include the addition of a new risk in the risk section (Licence Risk).
Logo-reversed-mark

ISG Funds Management is a family-run, independent funds manager that focusses on you with access to private sector project and company investments in a safe and regulated way.

linkedin-small

ISG Financial Services Limited (ACN 114 733 569) T/A ISG Funds Management is the holder of the Australian Financial Services Licence no. 290328. It is the Responsible Entity for the ISG Real Estate Equity Fund (ARSN 618 548 780) and the ISG Private Alternatives Fund (ARSN ). Though ISG is licensed by the Australian Securities and Investment Commission (ASIC), you should be aware that ASIC neither endorses, supports nor approves of any information, claims, products or services provided by ISG and/or its agents or representatives.

The Target Market Determinations (TMD) for all ISG investment products are freely available to the general public and can be requested by emailing communications@isgfunds.com.au

General Advice – Any advice provided by ISG is limited to general financial product advice which we provide, for example, in our offer documents, investment newsletters, investor reports and website material. This information generally relates to offer features, investment opportunities, managing risk and return, property market commentaries and/or general economic overviews. ISG does not provide personal financial product advice to retail clients. Before you make any investment decision, we recommend that you obtain advice tailored to address your individual objectives, financial situation and needs from a licensed professional financial adviser.

Privacy Disclaimer – A copy of ISG’s privacy policy is available by visiting the privacy policy or on request from our Investor Services team.

Future Profits Disclaimer – Past performance does not guarantee future performance. There can be no guarantee the assumptions and contingencies on which the forward looking statements, opinions and estimates are based will ultimately prove to be valid or accurate. The forward looking statements, opinions and estimates depend on various factors, many of which are outside the control of ISG.

S734 Restrictions on Advertising & Publicity – The information shared on the website is not a direct or indirect offer made by ISG and/or its agents or representatives. If you are interested in finding out more information about an offer, please click on the request a call button and one of the ISG authorised representatives will contact you. They will provide you a copy of the relevant disclosure document and application form. All details of an offer, including fees and other costs that are associated with investing in an offer, are contained in the disclosure document. To apply to invest in an offer, you will need to complete an application form.

Copyright © 2020 ISG Funds Management. All rights reserved. | Disclosures Privacy Policy Complaint Handling Policy